Counsel for owners, founders, and closely held companies on entity formation, contracts, disputes, employment, and the sale of the business, coordinated by one partner from our Chicago office at 1 East Erie Street (meetings by appointment).
Hart David Carson LLP's business attorneys in Chicago counsel owners, founders, and closely held companies that need one firm for entity formation, contracts, disputes, employment matters, and the eventual sale of the business. The firm's Chicago office is at 1 East Erie Street in River North (meetings by appointment; principal office for correspondence), its Oakbrook Terrace office serves the western suburbs, and a partner leads every engagement from start to finish.
Founded in 2013 in Chicago's western suburbs, the firm now spans 17 practice groups and more than 175 focus areas, with meeting locations by appointment in New York and six further US cities, London and Dubai through partner firms, and a partner network reaching roughly 51 jurisdictions. For a Chicago business owner, that breadth means the lawyer who forms your LLC is at the same firm as the lawyers who negotiate your acquisition, defend your contract dispute, structure your estate plan, and handle tax matters before the IRS, so nothing is lost in a handoff between firms.
One partner is accountable to you for the whole engagement. Managing Partner Joel J.H. Funk leads the firm's M&A and corporate work, and Senior Partner Jonathan D. Herpy, Sr. leads private equity, capital markets, and digital-assets matters. The standard of counsel is the same for a first operating agreement and for a nine-figure exit.
Illinois LLCs, corporations, and partnerships formed with the documents that matter: operating agreements, bylaws, shareholder agreements, and founder arrangements that settle ownership, control, and exit before they become disputes.
Drafting and negotiating the agreements a business runs on, including customer and vendor contracts, service agreements, NDAs, licensing, and commercial leases, with terms that hold up when the relationship does not.
Partnership and shareholder disputes, breach of contract claims, and commercial conflicts in Illinois state and federal courts, with negotiated resolution and arbitration weighed against litigation in every matter.
Offer letters, handbooks, restrictive covenants, contractor classification, and separations, drafted around the Illinois statutes and City of Chicago ordinances that add obligations on top of federal law.
Sale preparation, diligence management, letters of intent, and purchase agreements for owners buying or exiting a company, with the tax and estate-planning consequences of the proceeds coordinated in-house.
Ongoing, partner-level counsel through our corporate counsel on-demand arrangement, a standing relationship that gives a growing company a legal department without the cost of building one.
The choice between an LLC, an S corporation, and a C corporation drives taxes, liability, investor readiness, and what a sale looks like years later. It is the cheapest decision to get right and the most expensive to unwind.
Most business disputes trace back to a document signed without review. The terms you accept in year one, on indemnity, termination, exclusivity, and assignment, set the position you hold in year five.
State statutes and City of Chicago ordinances layer obligations on top of federal law, from paid leave and scheduling to the enforceability of non-competes, and compliance written for another state often fails here.
A clear operating agreement and clean contracts resolve most conflicts before they start. When a dispute does come, the party with the better documents usually negotiates from the stronger position.
Buyers pay for clean companies. Organized records, settled ownership, assignable contracts, and defensible employment practices are put in place long before a letter of intent. Exit preparation is a running discipline rather than a final sprint.
A business should not have to re-explain itself to a new lawyer for every new problem. One accountable partner who knows the company, its documents, its owners, and its plans, is what keeps counsel fast and consistent.
Before drafting anything new, we read what exists: the Secretary of State filing, the operating agreement (or its absence), and who owns what versus who thinks they do. Most Chicago closely held companies discover here that the handshake deal from year one was never written down.
Ownership, control, deadlock, and exit get settled in the operating or shareholder agreement while the partners still like each other, with buy-sell triggers, valuation mechanics, and restrictive covenants tuned to Illinois law rather than a template from another state.
Contracts, leases, hires, and the occasional dispute run through one partner who already knows the cap table. When a vendor breaches or a partner splits, the question is resolved with the endgame in mind, because litigation posture and sale value sit on the same ledger.
Sale preparation starts years before the LOI: cleaning diligence items, papering the informal, then negotiating the purchase agreement with the tax and estate consequences of the proceeds structured in-house, so the wire at closing lands where the plan says it should.
The company you can sell is the company that was papered from the start.
A business attorney advises a company through its full life cycle: choosing and forming the right entity, drafting and negotiating contracts, resolving disputes with partners, vendors, and customers, keeping employment practices compliant, and structuring the eventual purchase or sale of the business. At Hart David Carson LLP, one partner coordinates all of it from our Chicago-area offices, so an owner has one accountable counsel for every problem the business runs into.
Illinois does not require one, and the filing is the easy part anyway. What the filing does not settle is who owns what, how decisions get made, what happens when an owner leaves, and how the entity choice affects taxes and liability. A business attorney puts an operating agreement, bylaws, or shareholder agreement behind the formation so the structure protects you. That is where most self-filed entities fall short.
Engagements are scoped to the matter. Discrete projects, such as a formation, a contract, or a policy review, are typically quoted before work begins, while ongoing needs can run through our corporate counsel on-demand arrangement, which gives a growing company partner-level counsel without the cost of hiring in-house. We discuss structure and scope candidly in the first conversation, before any engagement letter is signed.
Yes. Our litigation group handles partnership and shareholder disputes, breach of contract claims, and commercial conflicts in Illinois state and federal courts, and we weigh negotiated resolution and arbitration against litigation in every matter. Because the same firm drafted or reviewed many of our clients' underlying agreements, dispute strategy starts from a real understanding of the documents at issue.
Yes. Sale-side work is core to the firm. We prepare companies for sale, manage the diligence process, negotiate letters of intent and purchase agreements, and coordinate the tax and estate-planning consequences of the proceeds, including tax matters before the IRS. Founders who involve counsel a year or more before a planned exit consistently come to market cleaner and negotiate from a stronger position.
Before the document is signed, and well before a problem surfaces. The moments that matter most are formation, the first key hire, the first significant contract, taking on investors or debt, and the decision to sell, because each sets terms that are expensive to unwind later. Hart David Carson LLP has counseled closely held and founder-led companies from its Chicago offices since 2013, and early involvement is consistently what keeps legal costs proportionate to the problem.
Corporate counsel for companies with boards, investors, and transactions on the horizon, covering governance, financings, M&A, and securities matters.
Explore →The firm's full corporate practice, spanning mergers and acquisitions, governance, venture financings, commercial contracts, and strategic counsel.
Explore →A standing outside-general-counsel relationship that gives a growing company partner-level legal coverage without the cost of an in-house department.
Explore →Trial advocacy for business disputes, including breach of contract and commercial conflicts in state and federal courts, managed to protect operations.
Explore →Reviewed by Jonathan D. Herpy, Sr., Senior Partner · Last updated October 2026 · Educational overview · Not legal advice
One partner is accountable for the whole matter, and you have that partner's direct line. Chicago, London, and Dubai work to the same standard.